State of Grace

Will was holding the door open for me and without thinking I raised my hand to run it lovingly down his stubbled cheek in thanks. His hand darted out to hold it to his face as he turned his head to kiss my palm, taking my breath away. It had been months since I'd had sex and I quickly became aroused at the simple touch of his lips caressing my palm. My mouth opens in surprise as he presses another kiss to each of my fingers, flipping my hand over to kiss the back while gently pulling me to him at the same time.

"I'm going to kiss you, Grace." He doesn't ask, he just tells me as if he's trying to warn me of his intentions. I'm not afraid of him so I step even closer and move my hand to the back of his head, curling my arm around his torso to press him against me, my hand still holding my empty wineglass.

Will's hand cups the back of my neck, his other arm circling around my shoulder as we stare at each other. I wonder what he's thinking as he gazes down into my green eyes, his head moving closer as we press against each other tighter still. My breasts are smashed against his muscular chest, his cock mere inches from my pussy as I feel the bulge growing in his jeans.

The first touch of his warm lips on mine and I'm a goner. Closing my eyes I deepen the kiss by moving my lips against his, opening my mouth wide enough to allow his tongue access to my own. Chasing his tongue with mine, I slip it into his mouth as he captures it and lightly sucks on it. A low groan comes from my throat when he releases my tongue but his deeper groan comes out like a growl when I copy what he just did to me.

We stand there for what feels like forever as we kiss in the doorway. Our lips and tongues moving together, finding what the other likes. I've been kissed before but never like this. It's like we're trying to express our feelings for the other without saying a word and it is incredibly erotic.

Finally I pull back when I start to feel the low sting of a beard rash on my face. Licking my lips I look up at him in wonder at what had just happened. His hand moves to cup my cheek again before pressing a soft kiss to my lips. "That was nice," he says almost in a whisper.

"It was," I whisper back. "Where did you learn to kiss like that?" I blurt out, widening my eyes in embarrassment at having asked about his sex life.

Chuckling, he moves away and takes my wine glass with him as he walks into the kitchen with me right behind him. "Remember, I've been around a lot longer than you, girlie."

Mulling this over, another thought comes to mind. "Will?"

"Yes?"

"You never...well; you never thought..." biting my lip I try to spit out what I've been dying to ask him for years. "Did you ever think about me in a sexual way when I was younger?" There, I said it.

"No, Grace, I didn't. I've always cared about you and I guess even loved you like you were my own daughter but I never once thought of having sex with you back then. You were too young to know what we were doing and it would have been wrong to do that to you because it would have felt like I was taking advantage of a child. I guess seeing you at Lacey's wedding stirred up some different feelings but it wasn't until recently that I started to really think about pursuing anything with you."

Taking my hand we walk into the living room and sit on the couch side by side to talk. Swinging my legs up I sit cross-legged so I can face him. He's tucked into the corner with his legs crossed and his arm spread across the back of the couch next to me.

"I've always loved the fact that you were so independent and didn't take anything from anybody. I guess that's why it was so hard to figure out why you stayed with Kevin but I know you have your reasons even though you've tried to explain them to me." Will's hand reaches out to rub my shoulder when I look away.

"Honey, I'm not trying to make you feel bad. I'm just trying to explain to you some things that I've wanted to say to you for a while now. Okay?"

Nodding my head, I look back at him and smile but he was right. I guess every woman has her weak moments and Kevin had been mine.

"I was so proud of you when you got your bachelor's degree and I thought that you were so beautiful when you stood up at your graduation party and gave a toast to your dad. When I saw you standing at the altar, waiting for Lacey as I walked her down the aisle, I realized that you had turned into an exceptional woman. I'll never forget that dance we shared at the reception. Do you remember?"

Nodding my head, I think back to how handsome he'd been in his tux. It was only two years ago, back before I'd met Kevin, and I'd danced with anybody and everybody that night. But that dance had been special as we'd swayed to "Unforgettable" by Nat King Cole.

"You had let your hair down and your curls were all over the place." Reaching over he tugs on a chestnut curl and watches it spring back. "You used to be so self-conscious about your hair and body but that night you couldn't have been more sexy if you'd tried. Your cheeks were pink from dancing and your skin was moist. That dress showed off every curve you had and I wanted to press you closer."

"Why didn't you?"

Twirling my hair around his finger again he doesn't answer right away. My heart is pounding from the kiss earlier and listening to his deep voice recall the feelings he's had for me.

"I don't know. Maybe because you're young enough to be my daughter...hell, I helped raise you. I guess I thought that I'd just be in the way of any hopes and dreams that you had and I wanted you to be able to experience life without being attached to a 51 year old man. You have your whole life ahead of you and mine's on the downhill slide, honey. I wasn't going to do that to you. Besides, I had Lacey to think about and I thought that she might be upset if I went after her best friend. But, that was two years ago and a lots changed since then."

"Like what?" I counter.

"Well, I'm 53 now, Grace and you won't be 31 for another couple of months. That's 23 years and I'm not sure that I can get past that. I'm also a grandfather now."

"If the feelings are mutual, and both people are happy, what does age matter, Will? It's just a number and there are relationships where the age difference is even greater and they work out fine. Think about this, divorces happen regardless of the age difference."

"What about Lacey?"

"What about her? Yeah, she might think it's weird that I'm with her dad but she'd know that I was happy and safe." Seeing his mouth open to argue I hold my hand up to stop him. "And I already know that you're going to bring up Dad. He's your best friend and you're worried about what he'll think. Again, he might think it's odd but he'll be fine with it."

Scooting closer, I rest my hands on his legs and watch as he smiles a crooked grin at my touch.

"I'm not a little kid, Will. I'm a grown woman that's made some stupid mistakes when it comes to men but this is not one of them. I love my life but I'm happier when you're around. Did you not know that?"

Shaking his head, I scoot closer so I'm practically in his lap. "I'm going to go to bed now. I think that we both need to think about what happened tonight and everything that was said and then make our minds up because I think that if we do something now, we might regret it later."

"You are wise beyond your years, lady."

Leaning over to kiss his cheek I get up and wish him good night. It's a long time before I can quiet my brain and sleep is a long time coming.

We both work hard the next day and don't see each other until after seven when he comes home from remodeling a kitchen. I can tell he's tired and sore so I offer to run him a hot bath. Surprising me, he says, "Only if you'll join me."

Staring at him in surprise I can't say anything until he laughs and pulls me to him for a hug. "Don't look so offended, sweetheart. It was just a suggestion."

"I'm not offended. Just surprised, is all. I'm game if you are," I say with a smirk and watch his eyes go wide before narrowing in mock anger.

"Young lady, it's not right to tease an old man."

"I'm surprised you can even hear me. Did you lose your hearing aid again?"

"Oh, really? That's how you're gonna talk to me, missy?" I squeal in surprise and laugh when he picks me up and throws me over his shoulder.

Walking towards his bathroom, he deposits me on my feet with a flourish of his hands. "Now, fix my bath water, woman, while I go and get our drinks."

Oh my God! He's serious! Thinking fast, I try to remember if I shaved this morning. I had gotten a Brazilian wax two days ago so I wasn't worried about that except I did wonder what he would think about a hairless pussy. Pulling my hair up into a bun I start running the water and find a bottle of bubble bath to pour in. I've been in his bathroom numerous times to clean and had eyed his huge tub on several occasions, dying to try it out but too nervous to ask.

"You're still dressed." Turning I see that he's removed his work shirt and is now standing bare chested in front of me, holding our drinks. The man is built. He doesn't have six pack abs but his stomach is flat and his pecs are defined. He's got a light dusting of chest hair with a line of hair leading to the fly of his jeans. "Like what you see," he says with a wink.

I'm not normally shy in front of men but I feel my face turn red at being caught ogling Will. Taking my wine glass from him, I turn to set it on the edge of the tub and test the water to make sure it's not too hot.

Taking a deep breath I turn back and slowly work the buttons on my shirt, watching his eyes follow the movements of my hands.

Letting my shirt drop off of my shoulders and pool at my feet I watch him swallow hard as he gazes at my exposed flesh. Looking down I can see a bulge growing in his pants but my eyes quickly dart back up to meet his. Not taking my eyes off of him, I reach behind me and unhook my bra; letting the cups sag forward but not removing it just yet as I watch him.

Folding my arms over my breasts to cover them I watch his eyes lower as if he's trying to undress me himself. "Like what you see?" I repeat what he had just asked me as I get the courage to lower my arms and let my bra fall to the floor.

Setting his glass on the edge of the tub, Will sits down and spreads his legs wide, crooking his finger towards me to get me closer. Stepping between his legs, I rest my hands on his shoulders and let him stare at my breasts. My nipples are hard from excitement as he lightly runs his fingers up the sides of my breasts. Moving his eyes up to meet mine, he brings his hands up to cup my cheeks for a second before moving them back down again. Down his hands go, barely touching my skin as he runs his fingers over the swell of my breasts and down my stomach.

Will stares at my breasts as his fingers come up under them and circles around each coral colored nipple. "You're beautiful," he says so low I barely hear him. I feel beautiful with the way he's staring at my body.

"Oh my God," escapes my lips when he circles his tongue around my left nipple. His hands make quick work of my jeans as he works the fly loose and tugs them over my hips and down my toned thighs, reaching down to help me out of each pant leg and sock before circling an arm around me to press me closer to him.

I press his head closer to me and he correctly guesses what I want, pulling my nipple into his warm mouth and swirling the tip of his tongue around it. "Will? Please....more." I gasp out as he switches to my other breast.

His fingers move over my ass and down lower to my pussy. I know that he has to feel how turned on I am and his low "Fuck" whispered around my breast tells me that he's found out how wet I am. I sometimes soak the bed when I get turned on enough and I know that he'll find out just how much wetter I can get if he continues what he's doing to me.

Dipping a finger into the crotch of my underwear, he scoops up some of my juices and brings his finger to his mouth to suck it clean. Making a noise in my throat I move to kiss him and soon we're lost in each other. I can taste myself on his tongue and I can feel him curling his fingers into the waist of my panties and tugging them down my legs.

I'm so turned on I feel like I might cum right then but he seems to sense this and backs away. "Take my pants off," he orders in a hoarse voice as he stands up.

My fingers fumble for the waist of his jeans but I make quick work of them and soon they're lying on the floor next to mine. Not wasting a minute, his underwear and socks quickly follow until we're both naked as the day we were born. Reaching to touch his cock, he stops me with a hand on my wrist and a quick shake of his head. "Not yet. I want to taste you first."

Glancing over I see that the tub is only half full then back down when Will kneels in front of me on the bath mat. Turning me so I'm sitting on the spot that he had just warmed for me, he gets between my legs. Kissing me with passion he moves away to press kisses against my jaw, trailing down my neck and chest to my breasts. Stopping to suck on each one, he makes me groan out my pleasure before working lower down my flat belly. My stomach sucks in slightly when he lightly sucks a ticklish spot. I want to hold his head to me but I'm too afraid that I'll fall back so I brace myself with both arms on the edge of the tub as he puts both of my legs over his shoulders.

Watching him I can see his nostrils flare slightly as he breathes in the smell of my pussy. Meeting my eyes he slowly swirls his tongue around my clit, causing me to buck up slightly against his mouth. My mouth is open in awe as I watch him move lower to my opening. Using his tongue, he scoops some of my liquid out and swallows with his eyes closed as if he just ate the most succulent dish ever offered.

I can't take it anymore and throw my head back, moaning out my pleasure as his tongue moves in and around my vagina. "God, baby...yes, yes! Right there! Don't stop!" I plead when he sucks my clit into his mouth.

Holding onto my ass, he holds me to him as he works my clit with his tongue and lips. His groan is so low it comes out in a growl as my juices coat his chin and run down my ass crack.

"Please, please, please..." I pant as my face flushes and my pussy pulses. My clit is throbbing and I can feel that I'm going to cum soon. The man can suck pussy and right then and there I vow to never let him go!

He sucks a bit harder on my clit and I start to shake as my orgasm shoots through me. My screams echo against the walls as I spasm against Will as wave after wave of pleasure crashes through me. I've never cum so fast before and my clit is still so sensitive that I pull back from him with a pop.

Rising up on his knees, Will brings my face down to his for a kiss so I can taste my tangy juices on his face. The whole bottom half of his face is shining but I don't think that he cares judging by the huge grin on his face as I pull back to catch my breath. "I'll take that reaction any day!"

Will gets in the tub and leans back as I sit between his legs. The water is almost too hot against my overheated skin and I let some out to run some cold water in to cool me down.

I can feel his cock against my ass and feel guilty for not even stroking it before. Reaching behind me I give it a gentle tug. "If you keep that up, I'll probably cum and then you'll have to wait until tomorrow before you can play with him again."

Getting the message, I laugh and release him. Relaxing in the water we sit and talk until the water starts to get cold and my toes are wrinkly, our drinks long since gone.

"We should probably get out before we turn to prunes," I say with a yawn.

"Probably."

We both get out and dry off. Will reaches for a bottle of lotion and rubs me down with it and I repeat the process, not touching his half-hard cock. I want to suck him but I wait to see what he wants to do. He might be tired and I know he needs some sleep.

Gathering my clothes off of the floor, I move to walk away but his hand on my arm stops me. "Where do you think you're going?"

"Aren't you tired?"

"Yes. Are you?"

"Well, yeah."

"Then let's go to bed." Finally understanding what he wants, I drop my clothes and follow him into his room.

As I reach for his cock, Will again moves my hands away and puts them up around his neck. Turning me, he guides me to the bed and gently lifts me up onto the mattress. Scooting us both up to the center of the bed he leans over me for another kiss. My hands go to either side of his head as he cradles my head in the crook of his elbow and brings my leg up alongside his hip.

"You taste so good, baby."

I groan in response and reach between us to touch his hard cock. While we kiss I explore with my fingers and get a mental image of his cock in my head. He's a bit longer and thicker than I'm used to and I get excited thinking about sucking and tasting him for the first time.

"Is that what you want, baby?" He asks in an excited voice as I continue to fondle him.

"God, yes!"

Squirming out from underneath him I rise up on my knees. He matches my motions and kneels in front of me as we kiss again. Looking down I can see that his cock is slowly oozing precum, jutting away from his body at an angle with low-hanging balls swinging underneath. Taking his cock in my hand, he lets me stroke him a bit before again asking, "Did you find what you want?"

Kissing his neck, my words come out muffled but he must have heard my positive reply because he finally lets me have my way with him. Scooting back on my knees I bend over, sticking my ass up in the air as I brace myself with one hand on his thigh and hold his cock out farther from his body with the other. Licking up his precum, I sink my mouth down his cock and then swirl my tongue back up to the head, listening to his groans of pleasure as his hand guides my head up and down his beautiful cock.

His heavy moans fill my ears as I bob up and down. Releasing him, I gently push him backwards so he's on his back. Moving so I'm coming at him from the side, I lean over him and watch his legs spread as I fondle his balls with one hand and jack him off with the other. His hand guides my head back to his cock and I go back to sucking him, concentrating on speed and depth as I sink lower and work to take more of him into my mouth. "Fuck, baby. That's good. Right there," he whispers as I hit my gag reflex and back off to start again.

His hands caress my ass cheeks as he moves me close enough to his mouth to bite my hip. Licking up and down his shaft I suck the head of his cock hard and lower my mouth until he again hits my gag reflex. Working to concentrate I try to relax enough so he can slip further down my throat but he's distracting me by fingering my pussy.

Pausing to look underneath me, I see him moving around to get underneath my pussy. Realizing he wants to 69, I swing my knee up and over his head so I'm now straddling his face with my legs. His hands press my pussy onto his waiting tongue as I suck and slurp on his cock and gently move his balls around in his sack.

His mouth finds my clit and sucks before he runs his tongue lower and kisses my pussy. The wet sounds of oral sex fill the air as he licks and sucks enthusiastically. Losing my concentration, I back my mouth off of him and stroke his cock with my hand, bucking back into him as he brings me closer and closer to another orgasm.

I don't want to cum yet so I slowly back off of his mouth until my face is in line with his. His arm goes around my shoulder to bring me to him for another wet kiss before I get up on my knees and pull him to my breasts. He quickly takes the hint as he sucks on one nipple and then the other as I cradle his head against me. "That's it, baby. That feels so good. I can't wait to feel you inside of me," I croon and throw my head back as his fingers flick my clit.